THIS NOVATION AGREEMENT is made on this day of 20..
between
……. SDN BHD (Company No. …), a company incorporated in Malaysia with its registered office and a place of business at … (hereinafter called “the Turnkey Contractor”) of the one part;
AND
… (NRIC No. …) and .. (NRIC No. …) both of ….. (hereinafter called “the Purchaser”) of the second part; and
AND
….. SDN BHD (Company No. …..), a company incorporated in Malaysia and having its registered office at …. and having its business office at …. (hereinafter called “the New Purchaser”) of the third part.
WHEREAS: –
1. By a Sale and Purchase Agreement dated the …. (hereinafter referred to as the “the Sale and Purchase Agreement”) and made between … Sdn Bhd (Company No. ….), a company incorporated in Malaysia and having its place of business at ….(hereinafter called “the Developer”) of the one part and the Purchaser of the other part, the Developer has agreed to sell and the Purchaser agreed to purchase all that parcel of land with vacant possession distinguished as Lot No. … measuring approximately …. square feet, … and held under …. (hereinafter referred to as “the said Land”) subject to and upon the terms and conditions contained in the Sale and Purchase Agreement.
2. By an Agreement dated the …. (hereinafter referred to as the “the Turnkey Agreement”) and made between the Turnkey Contractor of the one part and the Purchaser of the other part, the Purchaser has appointed the Turnkey Contractor and Turnkey Contractor has agreed to construct a unit of ….. with a total gross built up area of approximately …. square feet (hereinafter referred to as “the said Building”) on the said Land upon the terms and subject to the conditions therein contained.
3. The Purchaser is desirous of being released and discharged from the Turnkey Agreement and the Turnkey Contractor has agreed to release and discharge the Purchaser subject to the New Purchaser undertaking to perform and to be bound by the terms and conditions of the Turnkey Agreement in place of the Purchaser.
NOW IT IS HEREBY AGREED as follows:-
1. In consideration of the premises herein and in further consideration of the Turnkey Contractor agreeing to release and discharge the Purchaser from his obligations under the Turnkey Agreement, the New Purchaser hereby agrees and undertakes to perform and to be bound by all the terms and conditions of the Turnkey Agreement and the Turnkey Agreement in every way as if the New Purchaser were a party to the Turnkey Agreement in place of the Purchaser.
2. The Turnkey Contractor hereby releases and discharges the Purchaser from their obligations under the Turnkey Agreement and accepts the liability of the New Purchaser upon and under the Turnkey Agreement in lieu of the liability of the Purchaser and agrees to perform and to be bound by the terms and conditions of the Turnkey Agreement in every way as if the New Purchaser were named in the Turnkey Agreement as a party thereto in place of the Purchaser.
3. It is expressly agreed that all monies paid to the Turnkey Contractor by the Purchaser pursuant to the terms of the Turnkey Agreement shall be deemed have been transferred to and paid by the New Purchaser.
4. All fees, expenses and charges of and in connection with this Agreement shall be borne and paid entirely by the New Purchaser.
5. In the Agreement where the context so admits words importing the masculine gender only shall include the feminine genders and words importing the singular number only shall also include plural number and vice versa.
6. This Agreement shall be binding upon the heirs personal representatives successors in title and permitted assigns of the Turnkey Contractor, the Purchaser and the New Purchaser.
Note : The rest of this page is intentionally free from text.
IN WITNESS WHEREOF the parties hereto have hereunto set their hands, the day and year first above written.
SIGNED by )
)
for and on behalf of )
…………….. )
BHD (Company No……….) )
in the presence of:- )
SIGNED by the Purchaser )
)
in the presence of:- )
